Private Equity/Venture Capital
Our private equity/venture capital practice is one of JunHe’s core businesses. JunHe is a pioneer in private equity/venture capital law in China. We are one of the few full service law firms that provides legal services to established companies and start up entities in all stages of financing, bridge loans and other financing in China.
JunHe has 10 partners dedicated to private equity/venture capital law, many with over 20 years of experience. Most of our partners have practiced in top foreign law firms, large banks or financial/investment institutions both in and outside of China, gaining solid and extensive professional knowledge as well as international insight.
The International Financial Law Review (IFLR), an international legal publication, has consistently awarded the ‘Top Recommended Law Firm’ in private equity in China, to JunHe’s private equity/venture capital team.
Core Areas of Practice
Clients represented by JunHe include private equity/venture capital funds, general partnerships (GP) & limited partnerships (LP) of fund and fund management companies, as well as investment companies and banks providing financing for M&A and IPO underwriters. JunHe provides legal services for all stages of the business cycle including establishment, fundraising, liquidation, dissolution and day-to-day management through their investment, M&A and exit.
Specifically, our services include:
Private Equity/Venture Capital Formation, structuring, drafting and negotiating documents, government communication and approvals, registration, fundraising, and consulting on tax, finance, and policy matters for domestic and foreign entities.
Investment and M&A, legal due diligence investigation, assistance in satisfying regulatory requirements, investment structuring, drafting and negotiating legal documents, government approvals (including anti-trust reviews) and closing of equity transfer.
Domestic and Foreign Leveraged Acquisition, including financing structuring, collateral arrangements, drafting and negotiating legal documents, government approvals, collateral registration and the issuance of bonds in the security market.
Divestment including sale of businesses and initial public offerings by investors of target companies.
As a full service international law firm, JunHe has the ability to quickly organize a team of experienced professionals across many legal disciplines to meet the needs of our clients in all their legal matters. Our private equity/venture capital group draws from the experience of our tax, anti-trust, and industry specific teams to coordinate a comprehensive solution for all our client’s legal needs.
JunHe has provided legal services in many landmark cases including the establishment of the Sino-Belgium Inter-Government Fund (the first inter-government fund in China) and the Tianjin SB-SAIF Venture Capital Fund (the first foreign invested venture capital fund in China). They also provided their expertise in the first pilot industry fund in China approved by the SDRC (Bohai Fund) and the largest RMB fund in China (CGN Private Equity Fund Management Company Limited).
Recent Representative Cases
JunHe represented a consortium headed by Blackstone, a leading private equity fund, in the acquisition of Pactera Technology International Ltd. (“Pactera”). This acquisition is unique to most M&A cases in the Asia market for which the funds are raised through the issuance of bonds. JunHe organized a project team composed of our M&A, anti-trust, capital-market and banking & financing groups to provide comprehensive services, including legal due diligence investigation on 28 domestic subsidiaries of Pactera; participating in the revision to and negotiation of the acquisition agreement; advising on legal issues under PRC laws, preparing and submitting all materials for the notification of operator concentration to the Ministry of Commerce and obtaining approval from the Ministry of Commerce within the minimum time period. JunHe was also involved in reviewing the information memorandum for the issuance of relevant high-yield bonds, the issuing of PRC legal opinions, assisting in the negotiation of relevant documents for overseas bank loans, drafting and negotiating of relevant financing and security documents for domestic bank loans, and issuing PRC legal opinion to banks and the timely provision of proper opinions for tax matters involved in transactions. The professional legal services provided by JunHe ensured the successful closing of the project in a very short time period.
JunHe represented Hopu Fund in Financing Round F for its investment in Xiaomi Corp. JunHe, working under a very tight time frame served as the legal advisor of Hopu Fund, reviewed and revised all the transaction documents and provided professional legal advice on the transaction structure and transaction documents.
JunHe represented Ping’an Innovation Capital Investment Co., Ltd. in its investment in a leading Chinese IT service provider listed on NASDAQ. In this project, JunHe performed legal due diligence investigation on 20 subsidiaries, drafted and negotiated investment agreements, and coordinated the project closing. In the project restructuring, the invested enterprise introduced Ping’an Innovation Capital, EverBright, Fortune Capital, Leadyond Capital, FIS and other investors and many employee shareholding platforms. Considering the client’s small share of investment and the increasing valuation of the invested enterprise, and upon an objective analysis on the feasibility of red-chip localization resolution and the actual risks existing in the foreign exchange and tax matters, the JunHe team assisted the client in discussing and determining a “catching big and neglecting small” strategy as well as a “low-risk entry and safe exit” core goal. The client quickly targeted the project and pushed the progress of restructuring while the client’s interest was protected to the most extent.